The work requirements in the Personal Responsibility and Work Opportunity Reconciliation Act (PRWORA) set the stage for unprecedented expansion of workfare programs across the nation. Shortly after the PRWORA passed, the Los Angeles chapter of the Association of Community Organizations for Reform Now (ACORN) began a union-style organizing drive of the 25,000 General Relief (GR) recipients in Los Angeles County’s workfare program. Over the past four years the de facto union, in coalition with over 75 allied community, labor, and clergy organizations, won numerous substantive progressive policy changes in the workfare program. In a case study format, this paper describes the following innovative organizing practices and how they contributed to the workfare policy changes: (a) combining labor and community organizing strategies, (b) combining conflict tactics with direct service, and (c) developing leadership from the General Relief constituency